Wolf v. W. S. Jordan Co.

• Decision Date: 21 June 1951
• Citation: 82 A.2d 93,146 Me. 374
• Parties: WOLF et al. v. W. S. JORDAN CO.
• Court: Maine Supreme Court

Page 93

82 A.2d 93

146 Me. 374

WOLF et al. v. W. S. JORDAN CO.

Supreme Judicial Court of Maine.

June 21, 1951.

Redman, White & Willey, Portland, for plaintiffs.

Wilfred A. Hay, Portland, for defendant.

Before MURCHIE, C. J., and THAXTER, FELLOWS, MERRILL, and WILLIAMSON, JJ.

FELLOWS, Justice.

This equity case heard in the Supreme Judicial Court in Cumberland County, is before the Law Court on plaintiff's appeal from a decision by the sitting justice dismissing the bill.

The bill alleges, in substance, that George Wolf and George Wolf Cash and Carry, Inc. were carrying on the wholesale grocery business in Portland. On April 1, 1948 Wolf was the owner of all the capital stock in the corporation, and employed by the Wolf corporation as manager. As a wholesale dealer Wolf had gained the good will and patronage of many retail grocers, and had established friendly business relations with manufacturers and processors of food products. On April 1, 1948 the plaintiff Wolf corporation had on hand $30,000 worth of merchandise at wholesale cost. That the defendant W. S. Jordan Co. was in the same kind of business, and that with intent to defraud the plaintiffs by removing them as competitors, and to fraudulently obtain lists of their customers and their direct buying facilities of nationally advertised food products, the defendant offered to purchase, and did purchase, for the inventory value of $30,000 the entire stock with the added consideration that the defendant would hire George Wolf as manager of the defendant's wholesale business. That George Wolf would deliver, and did deliver, to the defendant a list of Wolf corporation's customers, and permit the defendant to write to each customer that the defendant had taken over the Wolf business, and to urge their future purchases from the defendant Jordan Co. That the plaintiffs did all in their power to acquire for the defendant proper contracts with their manufacturers and processors. That the defendant agreed to employ Wolf as manager of its business and to give steady employment at an initial salary of $100 per week with a later increase. That the defendant Jordan Co. did not intend to give steady employment to plaintiff Wolf, but acted fraudulently, and 'as a trick,' to induce the plaintiffs to discontinue the competitive business, and to thus obtain the lists of customers and manufacturers. That Wolf entered the employ of defendant at a salary of $100.00 per week on April 1, 1948 and faithfully performed his duties, and that he increased the business and profits of defendant. That the defendant never intended to give steady employment to the plaintiff George Wolf, and about six months after sale of the stock of merchandise of plaintiff Wolf corporation, and after employment of plaintiff Wolf, the plaintiff Wolf was discharged contrary to agreement, without just cause, and to his great damage. That the defendant W. S. Jordan Co. has profited greatly through its fraudulent conduct.

The prayers for relief made in the bill were (1) that defendant be ordered to produce list of names of customers furnished by plaintiff, and to notify them of wrongful discharge, (2) that defendant return list of names of manufacturers given and to also notify them of Wolf's wrongful discharge, (3) that the Court determine the sums of money due to plaintiffs as damages.

The defendant Jordan Co. in its answer denied all allegations of fraud, and stated that the contract to hire was for indefinite term and could be terminated by either party; that George Wolf was discharged because incompetent, and that the plaintiffs have an adequate remedy at law.

After full hearing, the findings of the sitting justice were that the proof of the charges of fraud was not 'full, convincing or adequate,' and that the complainants have attempted to seek relief in equity when they have a plain, adequate and complete remedy at law. The sitting justice said: 'The bill in equity alleges fraud, deception and trickery on the part of defendant corporation and while it prays for certain mandatory relief by way of injunction, the real relief in the opinion of the Court is directed to a money recovery, although the allegations of the bill set forth fraud in ample language.' Final decree was entered 'dismissed without costs' from which the plaintiffs claimed appeal.

In an equity appeal the Law Court may affirm, reverse or modify the decree of the Court below or remand for further proceedings. Revised Statutes (1944), Chapter 95, Section 21. An equity appeal is heard anew on the record, but the findings made by a sitting justice in equity, of facts proved, or that there was a lack of proof, are not to be reversed on appeal unless clearly wrong. Tarbell v. Cook, 144 Me. ----, 75 A.2d 800; Levesque v. Pelletier, 144 Me. ----, 68 A.2d 9; Sears, Roebuck & Co. v. Portland, 144 Me. ----, 68 A.2d 12.

In equity, jurisdictional facts should not only be alleged, but the facts must be proved. It requires more than conjecture or strained and unnatural inferences. The proof must be convincing. Adams v. Ketchum, 129 Me. 212, 151 A. 146; Gatchell v. Gatchell, 127 Me. 328, 143 A. 169. It is the general rule that when a cause of action is capable of being heard and determined at law, but is entertained in equity on the jurisdictional grounds of equitable relief sought, and it appears from the evidence, or from lack of sufficient proof, that relief in equity, should not be granted, the bill should be dismissed without prejudice. York v. McCausland, 130 Me. 245, 253, 154 A. 780; Gamage v. Harris, 79 Me. 531, 11 A. 422. See also American Oil Co. v. Carlisle, 143 Me. ----, 63 A.2d 676.

Fraud is never presumed. In the absence of proof to the contrary, the presumption is that fraud does not exist. Frost v. Walls, 93 Me. 405, 45 A. 287; Grant v. Ward, 64 Me. 239. In the case of a fiduciary relationship between the parties, however, the law may imply a condition of superiority held by one of the parties, and may presume undue influence. Appeal of...